Riley Graebner’s practice focuses in U.S. securities advice and international equity and debt capital markets.


Mr. Graebner’s capital markets representations include:

  • Barclays Bank PLC, HSBC Bank plc and J.P. Morgan Securities plc as lead underwriter in the Republic of Italy’s offering of US$7 billion of fixed rate global notes with maturities of 5, 10 and 30 years registered under Schedule B of the U.S. Securities Act;
  • Globalworth Real Estate Investments Limited in its €265 million follow-on Rule 144/Regulation S offering of common shares on the London Exchange;
  • HSBC Securities Inc. as lead underwriter in multiple debt offerings by HSBC Holdings plc, raising in aggregate in excess of US$50 billion;
  • Borr Drilling Limited in its U.S. initial public offering of common shares and listing on the New York Stock Exchange;
  • Atlantica Yield plc in its issuance of senior secured notes and SEC filings;
  • Cineworld Group PLC in its rights offering in connection with its US$5.9 billion acquisition of Regal Entertainment Group;
  • Reichhold, Inc. in connection with a €625 million “unitranche” facility for the financing of its merger with Polynt Group sarl;
  • Globalworth Real Estate Investments Limited in its €347 million offering of ordinary shares on the London Stock Exchange;
  • Fabbrica Italiana Lapis e Affini S.p.A. in its €100 million rights offering;
  • Stena AB in connection with multiple offerings of high-yield debt securities;
  • TORM A/S in connection with its US$1.4 billion financial restructuring;
  • Marine Harvest ASA in its listing on the NYSE;
  • DNA Oyj in its listing of ordinary shares on the Nasdaq Helsinki Stock Exchange and €474 million initial public offering;
  • Banco Comercial Português, S.A. in its €1.33 billion rights offering;
  • TMF Group plc in its proposed IPO on the London Stock Exchange;
  • Inkia Energy Ltd. in a US$175 million financing;
  • Central European Distribution Corporation in connection with an initial PIPE investment by Roust Trading Limited and the subsequent restructuring of CEDC via a prepackaged Chapter 11 filing;
  • LM Group Holding A/S in its issuance of senior secured notes as well as its subsequent consent solicitation and issuance of green bonds;
  • HellermannTyton Finance PLC in its IPO on the London Stock Exchange; and
  • Doughty Hanson in its:
    • disposal of Balta to Lone Star Funds through a dual-track process; and
    • disposal of Eurofiber for €875 million to Antin Infrastructure Partners through a dual-track process.

Mr. Graebner’s significant corporate representations include:

  • International Paper Company in its proposed, but terminated, US$10.7 billion acquisition of Smurfit Kappa Group plc;
  • DSV A/S in its acquisition of SEC-registrant UTi Worldwide Inc. for US$1.3 billion;
  • Nokia Corporation in its acquisition of SEC-registrant Alcatel-Lucent in an all-share offer valuing Alcatel-Lucent at US$17 billion; and
  • Merck KGaA in its acquisition of SEC-registrant Sigma-Aldrich Corporation for US$17 billion.

He also has advised QIWI plc, Vantiv, Inc., Royal Caribbean Cruises Ltd., Kenon Holdings Ltd., Luxoft Holdings, Inc. and BHP Billiton in connection with U.S. securities law matters.

Mr. Graebner was on secondment for six months to Goldman Sachs’ Investment Banking Division Legal team in London from 2016 to 2017.



  • J.D., Georgetown University Law Center, 2010
  • B.A., Brown University, 2002


  • New York


  • Law Clerk, Hon. Jane A. Restani, U.S. Court of International Trade (2010-2012)

Riley Graebner

Counsel, Corporate; Capital Markets